See How She Runs
by sinecure
Summary: Chloe has a problem only Lex can solve... since he's there anyway.


**Title:** See How She Runs (1/1)  
**Author:** sinecure  
**Character/Pairing:** Chloe/Lex  
**Rating:** Mild R  
**Genre:** Romance, humor  
**Summary:** Chloe has a problem only Lex can solve... since he's there anyway.  
**Disclaimer:** I don't own Smallville.  
**Author's Notes:** Thanks to JennyLD for the beta.

* * *

Chloe giggled with delight as a group of schoolchildren in little elf costumes spun around, completely out of synch with each other, yelling loudly as they punched the air.

"We are the ninja elves," they proclaimed as one, sending a murmur of laughter through the crowd of townspeople gathered on the street in front of the Talon to watch the play. "And we're here to do battle for... _Santa Claus_!"

Covering her mouth with a snort, Chloe's eyes swept through the crowd of 2nd graders. Letting the kids write the play this year had certainly livened up the annual event; there were far more spectators than usual. Even some people from--

Uh-oh.

Spinning away from the play, Chloe hurriedly pushed her way through the throng of people. "Crap."

A woman on the left gave her a pointed look, and Chloe smiled tightly.

"Sorry, Mrs. Toshe. I forgot my--"

"That's no excuse for bad language around children," Mrs. Toshe said firmly, using her well-practiced teacher's voice.

"Sorry, of course not," Chloe apologized as she glanced over her shoulder to find Tim heading her way.

He was closing in quicker than she could escape, due to his longer legs and an irritating ability to slip through the crowd like a fish through water.

A groan left her lips.

She really didn't want to have to tell him no again. It was getting more uncomfortable with each excuse, with each increasingly desperate reason she gave him. He was nice and sweet and smart and handsome... but she just wasn't interested. She'd had feelings for a man too similar to that for far too long, and look where that had gotten her.

She wanted to branch out, test the waters.

Glancing around, she saw Tim still back there, just a dozen yards away now. Hopefully without looking like she was running from him as fast as she could, she pushed through a small group of teenagers and was relieved to spot a familiar face.

"Lex," she called out, smiling widely as she joined him, standing so that he was situated directly between her and Tim. Hoping it looked like she was hugging and kissing him, she leaned forward, getting closer to Lex than she'd ever been before. "Play along?" she whispered, voice rising in desperation when she saw the suspicious confusion in his eyes.

He opened his mouth to say something just as she spotted Tim over his shoulder, getting closer, and--

She reacted.

"You're good at pretending," she whispered, swallowing past her dry throat and rolling her eyes at herself. This didn't mean anything, it was just a means to an end. "It's showtime."

Forcing herself to slide a hand around his neck, she drew him down to her at the same time as she rose up on tiptoes to meet him.

"Chloe--" Lex began, eyes widening just before she pressed her lips to his. It was... wow.

Really bad.

His lips stayed still under hers, his hands stayed by his sides. He didn't reciprocate even in the slightest, and she didn't try any harder. Opening her eyes slightly, she squinted over his shoulder, searching out Tim. He was there, watching them with a frown. His eyes met hers and she squeezed hers shut, pulling away from Lex with a wide smile.

Too wide.

"What are you doing?" Lex asked in a low voice, peeling her arm from around his neck and straightening up.

"I'm sorry," she told him hastily, eyes slipping past him. "I needed a boyfriend."

He stared at her for a moment and then his lips curled up. "What ever happened to dinner and a movie? Now, it's just straight to the sex with your generation."

"Tim."

"Lex," he corrected, taking her by the arms and bending down to look into her eyes. "Are you feeling okay? Were you injured?"

Sighing, she closed her eyes and hugged him to her, trying one last time to make it look the tiniest bit like they were in a relationship. "Tim is coming over and he's going to ask me out," she whispered in his ear. "Again. I'm tired of telling him no, so I thought a boyfriend would work."

She pulled back, considering Lex's stiff manner and his inability to look entirely comfortable with her.

"You suck as a boyfriend."

"I'm sorry," he murmured, eyes suddenly dancing with amusement. "I didn't realize it was more than the elementary school children playacting." Taking her face in his hands, he made a show of gazing into her eyes, then glanced down at her lips. "Shall we try that again?"

Startled, but not about to pass up the opportunity, she nodded, feeling his warm breath on her lips preceding a kiss she was suddenly looking forward to. Lex was... Lex. He wasn't-- they weren't-- but right now she could see how they could be. Might be.

"For Tim." He grinned when she dragged her eyes from his lips and stared at him dumbly.

"Right. For Tim." Her mouth was no longer dry, in fact, she felt like she was beginning to drool in anticipation. She closed her eyes, heart thumping in a rhythm that rivaled the ninja elves' rocking beat behind them. Lex's lips skimmed hers, just the smallest amount, and then--

A hand wrapped around hers and she was moving.

Dizziness made her sway on her feet a little, and she snapped her eyes open. "What--"

Lex was ahead of her, drawing her through the crowd, heading toward the Talon. She pulled on his hand, trying to halt him, but he tightened his fingers in hers, slipping around person after person.

They were drawing a lot of attention.

Once they were out of the largest part of the crowd, he slowed his pace and pulled her into the alley behind the Talon. Pressing her up against the wall, he peered around the corner. "I think he might have bought it," he murmured.

Disappointment flowed through her and she straightened her back, not wanting him to see it. "Well, good. That's-- mmph!"

His mouth closed over hers, not bothering with teasing or flirting or taunting. Her hands rose beside his shoulders, hovering awkwardly in mid-air as a slew of questions ran through her mind. What was he doing? They'd pulled it off. How could he taste so damn good?

Then Lex pulled away, giving them both the chance to catch their breath.

"He's watching."

Ah. Okay, that was the why.

She couldn't really find fault with his reasoning, but she'd wanted it to be more than that. Had hoped that it was more. And that startled her. This was Lex, not Clark. Clark was the man she... still wanted occasionally, when she couldn't find the strength to keep her feelings at bay.

This was all just pretend. It didn't really matter.

Sliding her hands up his chest, she wrapped them around his neck, playing the part, kissing him back eagerly. Playing the part. Sliding her tongue into his mouth. Playing the part.

Enjoying it more than she should.

He went still for a second, then pressed her back, pushing into her. Imprisoning her body between his and the wall behind her, his arms went possessively around her waist, and she felt a thrill go through her.

He was hard and firm and warm. Tight against her.

She opened her mouth on his, tasting him again and again, coming back for more each time she pulled away for air. Clarity momentarily came over her as his hand threaded into her hair, holding her still. Then his other hand joined the first until he was cupping her head, and she lost any focus she'd had that wasn't about his body and mouth.

"...seen Chloe? Chloe Sullivan?"

"I think she's in the Talon."

Lex tore his mouth from hers, staring down at her, breathing heavily. He looked as startled as she felt. Fingers pulling from her hair, he released her. In the blink of an eye, he was back in control again, calm and cool, but she saw him lick his lips quickly as he turned toward the street.

"He's persistent, I'll give him that."

"Yeah. Tell me about it." Pushing away from the wall, she smoothed her hand down her hips, trying to put her Chloe-persona back in place. Tough, wisecracking, and completely not obsessing over how damn good a kisser Lex was. _Wow._

"I've always appreciated a challenge," he told her, tossing a smile over his shoulder.

Oh, goody, she wanted to be looked at _as_ a challenge.

Widening her eyes at the thought, she spun away from him. No. That way lay bad things that she couldn't even afford to think about entertaining. Lex was... not her type. Ever.

He wasn't nice or sweet.

Uh-oh.

He _was_ smart and handsome though.

A groan left her lips and she headed away from him and his kisses and the ideas flying through her mind at lightning speed. She was not going to do anything to encourage those thoughts. She just wasn't. She'd had enough unrequited feelings with Clark, she didn't need them with Lex too.

"Chloe." Lex's hand wrapped around hers, drawing her to a halt.

"Forget it, it was stupid. I freaked when I should've just told him no." She wriggled her wrist from his grip, leaving him no choice in dropping it or keeping her imprisoned there.

He slipped his hands into his pockets with a nod. "Sometimes words aren't enough."

"Yeah, but they're easier." She tossed him a brief smile. "Thank you for trying."

Smoothing his hand down his tie, he shook his head. "I don't mind. I had nothing more entertaining on my agenda today than a teleconference later. For some reason, people prefer to spend time with their families during the holidays."

She suddenly saw him in a way that he absolutely would've detested; a lonely little boy, surrounded by money and things and servants, but no family and friends.

Oh, god.

She needed to get away from him before she changed her mind. Before she decided that she actually wanted Lex and wanted to go after him. Maybe he'd toss her away with a smirk, maybe he wouldn't--that kiss had certainly been passionate enough--but he wasn't good for her. Wasn't exactly boyfriend material.

"This is me going to talk to him. Again." She smiled at Lex, and then started up the stairs to the back of the Talon.

Lex's hand settled on her shoulder and she turned toward him. He studied her face, searching for something.

"Actions carry infinitely more impact," he finally stated.

She frowned, wondering why he was being so persistent. "Try telling Tim that. I've turned him down three times already."

Opening his mouth to say something, he shook his head, then moved up a step and lowered his mouth to hers, kissing her softly, with aching sweetness, before deepening the kiss and dragging her to him. He raised his head from hers and swept his gaze over her again.

Chloe opened her mouth to protest, knowing this wasn't a good idea, but the words got stuck in her throat. "He's not here," she finally pushed out, trying to extricate herself from Lex's arms. He wasn't letting go. "He can't see us."

"Who?" He shook his head slowly, fingers brushing her cheek. He drew her to him, and she felt-- oh.

"Tim," she reminded him, burrowing closer to his warmth, to the hardness pressing into her stomach.

Instead of answering, he pushed her against the wall and kissed her again, slipping his hand under her blouse. And Chloe gave up. Gave in. It was probably a monumentally bad idea, but he wanted her, she wanted him... what could possibly go wrong?

********

Tim tucked the book he was carrying back into his coat pocket and left Chloe and her boyfriend behind. He'd just give her the book back after winter break. It was apparent that they wanted to be alone.

Sad that he'd lost any chance with her, he sighed and got lost in the crowd of ninja elves, seeing a beautiful girl with dark hair and lovely brown eyes watching the kids with a smile.


End file.
